BYLAWS ALASKA MUNICIPAL LEAGUE ARTICLE I. Associate and Affiliate Membership

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1 BYLAWS ALASKA MUNICIPAL LEAGUE Adopted: November 12, 1991 Amended: August 3, 1994 Amended: November 20, 2005 Amended: August 12, 2009 ARTICLE I Associate and Affiliate Membership Any unincorporated community, commercial or civic club, educational or government agency, organization, or commercial firm interested in the improvement and welfare of municipal government, may be accepted by the Board as an associate of the League. Associates shall not have a vote. Any non-profit association of municipal officials, whose membership may include non-municipal officials, but whose bylaws give majority control of the governing body of the organization to municipal officials within the organization, or any Rural Education Attendance Area school district (REAA), may be accepted by the Board as an affiliate. Annual fees and dues for each associate and affiliate, respectively, shall be established by the Board of Directors. Failure to pay affiliate dues or associate fees shall be cause for termination of services. Fees shall be payable on the first day of July of each year. ARTICLE II Board of Directors The director districts shall include the municipalities listed in Annex I, below. In the case of formation of a new municipality, it shall be included in the district of its closest neighboring municipality. A quorum shall consist of eight (8) members of the Board of Directors. More than one-half (1/2) of the votes, excluding blanks, cast where a quorum is present, shall constitute a majority vote. Unless inconsistent with these bylaws or with the Articles of Incorporation, all questions of parliamentary procedure shall be decided according to Roberts Rules of Order. 1

2 Section 4. Section 5. Section 6. Section 7. A vacancy on the Board of Directors shall occur when the person holding the office resigns, ceases to hold an elective position in a member municipality, or otherwise becomes unable to perform his or her duties as a Board member. The Board may declare an office vacant if the person holding that office fails to attend two (2) consecutive board meetings without receiving prior approval from the President. The adoption of any amendment to these bylaws shall not operate to shorten the term of any person previously elected to the board. In addition to those organizations explicitly enjoying ex-officio non-voting status under Article VI, Section 2 of the Articles of Incorporation (Restated), that status is extended to the following organizations: The Alaska Association of Municipal Attorneys The Alaska Association of Municipal Clerks The Alaska Municipal Management Association The Alaska Government Finance Officers Association The Alaska Association of Assessing Officers Chair(s) of the AML Legislative Committee Alaska representative on National Association of Counties Board Alaska representative on National League of Cities Board ARTICLE III Officers and Delegates The President presides at all board meetings and at the annual business meeting, represents the Alaska Municipal League in all official capacities, and appoints committees, as provided in these bylaws. No president may be eligible to serve more than one (1) consecutive, full term. The First Vice-President chairs the Resolutions Committee and performs the duties of the President in the President s absence. The First Vice- President shall fill a vacancy in the office of President for the unexpired term. That succession shall not prohibit service for the subsequent full term as President. The Second Vice-President shall perform the functions of Secretary/Treasurer to the board and shall chair the Finance Committee. A vacancy in the office of First Vice-President shall be filled by succession of the Second Vice-President to that office. 2

3 Section 4. A vacancy in the office of Second Vice-President or a delegate to a regional or national organization shall be filled by appointment by the President, subject to the approval of the Board of Directors. The appointee shall serve until the next annual meeting. ARTICLE IV Committees The President shall appoint all special and standing committees, with the exception of the Resolutions committee, which shall be appointed by the First Vice-President. The President and Executive Director shall serve as non-voting, ex-officio members of all committees. There shall be a standing Legislative Committee with at least one representative from each director district to deal with the policy statement and the legislative priorities. The composition, organization and duties of the committee shall be established by resolution of the Board of Directors. However, to be appointed to the Legislative Committee, the candidate must first provide a written commitment of financial support, as may be required by the Board of Directors. The President shall appoint a Nominations and Credentials Committee each year, prior to the annual meeting. The First Vice-President shall appoint a resolutions committee each year, prior to the annual meeting. A. The Nominations and Credentials Committee shall consist of not more than five (5) delegates, at least one of whom shall be a Past President. The committee shall review nominations for each expired or vacant office to determine the qualifications of each nominee for the office for which nominated. The committee shall prepare a slate of candidates consisting of all nominees who meet the qualifications for the office for which the committee shall attempt to obtain sufficient additional qualified nominees to provide a slate of candidates with at least two nominees per office; provided only one nominee need be provided for the office of director of a district that is a single municipality district. Nominees must have a written commitment of financial support from their municipality to qualify as a candidate for office. The Board of Directors may prescribe the type and extent of commitment required. The committee s slate of candidates shall be presented to the 3

4 President prior to the annual meeting for balloting by the member municipalities voting at the business meeting. B. The Resolutions Committee shall consist of eight (8) elected or appointed municipal officials. Each policy statement and resolution accepted by the committee shall be presented at the annual meeting for ratification by a majority vote of the member municipalities voting at the business meeting. Section 4. Section 5. The President may appoint an Articles and Bylaws Committee. The committee shall consist of not more than five (5) members appointed at large, so as to provide for statewide representation. The committee shall review the Articles of Incorporation and Bylaws at the direction of the President and submit its recommended amendments to the Board of Directors at least ninety (90) days prior to the annual meeting. No committee may create financial liability unless approved by the Board of Directors. ARTICLE V Executive Director The Executive Director shall be employed by the Board of Directors and shall serve at the pleasure of said board. The Board shall establish the salary and qualifications of the office. The Executive Director shall serve as manager and be in charge of the League office, shall have custody of, and be responsible for, all records, papers, and documents of the League, serve as a non-voting, ex-officio member of all committees, serve notice of meetings, and keep an accurate record of all proceedings of League activities at the annual meeting. The Executive Director may fill other League positions, as established by the Board. ARTICLE VI Annual and Special Meetings of the League The Executive Director shall mail to the official address of each member municipality, a sixty (60) day notice of the time and place of the annual meeting. A quorum for the annual meeting shall be established at the opening session. A simple majority of the member municipalities which have 4

5 registered by the beginning of the Opening Session shall constitute a quorum for the annual meeting. Section 4. There shall be no limit upon the number of delegates to be sent by any member municipality to the meeting of the League. All delegates may be heard in debate. Questions shall be decided by voice vote, unless any member municipality shall require a roll call vote. When a roll call vote is taken, each member municipality is entitled to only one (1) vote. Each delegation shall select one of its registered delegates as chairman to express or record its vote. Any delegate attending a meeting may vote. No member may vote by proxy. The order of business at the business session of the annual meeting shall be: 1. Roll Call 2. Reading of the minutes of the last meeting (a motion may be accepted to waive the reading of the minutes) 3. Annual report of the President 4. Annual report of the Executive Director 5. Reports of committees 6. Unfinished business 7. New business 8. Election of officers and board of directors Section 5. Section 6. Section 7. Nominations for officers, directors and delegates to regional and national organizations shall be made by a nomination and credentials committee of five (5) elected municipal officials of member chosen by the President by the end of the first day of the annual conference. Elections shall be on the last day of the session. The President, Vice-Presidents and Immediate Past Presidents shall be chosen from different director districts as those districts are set out in the bylaws. Unless inconsistent with these Bylaws or with the Articles of Incorporation, all questions of parliamentary procedure shall be decided according to Roberts Rules of Order. Special meetings of the League may be called by the President or the majority of the Board of Directors at any given time by giving notice to the city clerk of each member municipality at least fifteen (15) days prior to the date of the meeting. The notice shall state the purpose of the meeting. ARTICLE VII 5

6 Finances The fiscal year of the League shall be from July 1 to June 30. The Executive Director shall prepare and submit to the Board of Directors for approval, an annual budget at least two (2) weeks prior to the last regular meeting of the board, prior to the current fiscal year. The Executive Director shall collect and disburse all monies of the League, keep its accounts which shall at all times be open to the inspection of the Board of Directors. The Executive Director shall have the authority to sign all checks, drafts, notes, warrants, and all orders for the payment of money, consistent with the approved budget. There shall be an annual audit, conducted by an independent firm engaged by the Board. ANNEX 1. Director District 1 City of Angoon City of Coffman Cove City of Craig Haines Borough City of Gustavus City of Hoonah City of Hydaburg City of Kake City of Kasaan City of Ketchikan Ketchikan Gateway Borough City of Klawock City of Kupreanof Metlakatla Indian Association City of Pelican City of Petersburg City of Port Alexander City of Saxman City & Borough of Sitka Municipality of Skagway City of Thorne Bay City of Tenakee Springs City & Borough of Wrangell City & Borough of Yakutat City & Borough of Juneau Director District 2 Director District 3 City of Homer City of Kachemak City of Kenai Kenai Peninsula Borough City of Seldovia City of Seward City of Soldotna Director District 4 City of Houston Matanuska-Susitna Borough City of Palmer City of Wasilla Municipality of Anchorage Director District 5 6

7 Director District 6 City of Anderson City of Delta Junction Denali Borough City of Eagle City of Nenana City of Cordova City of Valdez City of Whittier Director District 7 City of Fairbanks Fairbanks North Star Borough City of North Pole Director District 8 City of Alakanuk City of Ambler City of Atqasuk City of Anaktuvuk Pass City of Barrow City of Buckland City of Brevig Mission City of Chevak City of Deering City of Diomede City of Elim City of Emmonak City of Gambell City of Golovin City of Hooper Bay City of Kaktovik City of Kiana City of Kivalina City of Kobuk City of Kotlik City of Kotzebue City of Koyuk City of Nome City of Noorvik North Slope Borough Northwest Arctic Borough City of Nuiqsut City of Point Hope City of St. Michael City of Savoonga City of Scammon Bay City of Selawik City of Shaktoolik City of Nunam Iqua City of Shishmaref City of Shungnak City of Stebbins City of Teller City of Unalakleet City of Wainwright City of Wales City of White Mountain Director District 9 City of Allakaket City of Aniak City of Anvik City of Bethel City of Bettles City of Chefornak City of Chuathbaluk City of Eek City of Fort Yukon City of Galena City of Goodnews Bay City of Grayling City of Holy Cross City of Hughes City of Huslia City of Kaltag City of Koyukuk City of Kwethluk City of Lower Kalskag City of Marshall City of McGrath City of Mekoryuk City of Mountain Village City of Napakiak City of Napaskiak City of Nightmute City of Nikolai City of Nulato City of Nunapitchuk City of Pilot Station City of Platinum City of Quinhagak City of Ruby City of Russian Mission City of St. Mary s City of Shageluk City of Tanana City of Toksook Bay City of Upper Kalskag Director District 10 City of Adak City of Akutan City of Akhiok City of Aleknagik Aleutians East Borough City of Atka 7

8 Bristol Bay Borough City of Chignik City of Clark s Point City of Cold Bay City of Dillingham City of Egegik City of Ekwok City of False Pass City of King Cove Kodiak Island Borough City of Kodiak City of Larsen Bay Lake & Peninsula Borough City of Manokotak City of Newhalen City of New Stuyahok City of Nondalton City of Old Harbor City of Ouzinkie City of Pilot Point City of Port Heiden City of Port Lions City of Sand Point City of Togiak City of Unalaska 8